Management Consultant Endorsement

In consideration of the premium for which this Insurance is written it is understood and agreed that section V of the Policy is hereby amended as follows:

1. Management Consultant" is added to the list of insured capacities under the definition of Professional Services;and
2. The following definition of Management Consultant is hereby added to this Policy.

   "Management Consultant" means one who, for a fee, reviews any and all aspects of existing business operations, evaluating and advising with respect to such operations and planning and implementing changes in such operations, for others pursuant to a written contract.

3. With respect to coverage afforded by this Insurance to any Assured acting in the capacity of a Management Consultant the following additional exclusions are added to section IV of the Policy:
• any Claim based on or arising out of the performance of professional services as a manager, employee, independent contractor or any other provider of services other than as a Management Consultant as defined herein;
• any Claim based on or arising out of an actual or alleged conflict of interest by the Assured while rendering Professional Services;
• any Claim based on or arising out of unauthorized use, dissemination or publication of financial or confidential information concerning an individual or business;
• any Claim based on or arising out of any actual or alleged misappropriation or unauthorized use of client lists, ideas or concepts;
• any Claim based on or arising out of direct or indirect loss, damage or destruction of any documents, records, papers, accounts, data processing equipment or computer parts, computer or computer systems or records;
• any Claim based on or arising out of liability arising from any initial public offering, private placement memorandum, prospectus or any other offering materials which contain or purport to contain tax advantages or deductions or are sold or offered either wholly or in part as a tax shelter, tax haven or tax avoidance investment or scheme;
• any Claim based on or arising out of the advising or securing of any financing or monies for the Assured's clients;
• any Claim based on or arising out of cost overruns or the exceeding of any budget or other cost limitation;
• any Claim based on or arising out of any vandalism and/or malicious mischief including but not limited to computer viruses;
• any Claim based on or arising out of the sale, maintenance, or repair of any computer hardware;
• any Claim based on or arising out of the mechanical or electronic malfunction of business machines or functions; and
• any Claim based on or arising out of the bankruptcy or insolvency of any business enterprise.

All other terms and conditions of the Policy remain unchanged.

Management Consultant Endorsement (12/15)